EXHIBIT 3.2 State of Delaware PAGE 1 Office of the Secretary of State
I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY
CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF MERGER,
"RAS LIQUIDATING, INC.", A FLORIDA CORPORATION,
WITH AND INTO "RAS ACQUISITION CORP." UNDER THE NAME OF "RAS ACQUISITION
CORP.", A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF
DELAWARE, AS RECEIVED AND FILED IN THIS OFFICE THE SEVENTEENTH DAY OF MAY,
A.D. 2000, AT 12 O'CLOCK P.M.
A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE
COUNTY RECORDER OF DEEDS.
/S/ EDWARD J. FREEL
Edward J. Freel, Secretary of State
001250906 DATE: 05-17-00
CERTIFICATE OF MERGER
RAS LIQUIDATING, INC.
(a Florida corporation)
with and into
RAS ACQUISITION CORP.,
(a Delaware corporation)
The undersigned Corporation DOES HEREBY CERTIFY:
FIRST- That the name and state of incorporation of each of the constituent corporations of the merger is as
SECOND: That an Agreement and Plan of Merger (the "Plan of Merger") between the parties to the merger has
been approved, adopted, certified, executed and acknowledged by each of the constituent corporations in
accordance with the requirements of Section 252 of the General Corporation Law of Delaware.
THIRD: That the name of the surviving corporation of the merger is RAS Acquisition Corp., a Delaware
FOURTH: The Certificate of Incorporation and Bylaws of RAS Acquisition Corp., a Delaware corporation,
which is the surviving corporation, shall continue in full force and effect as the Certificate of Incorporation and
Bylaws of the surviving corporation.